SEC Disclosure, Enforcement & Litigation Update

November 10, 2010

McGuireWoods' SEC practice group provides an informative meeting with updates on proposed SEC Dodd-Frank rules, new SEC guidance on disclosure, as well as enforcement and litigation matters.

Proposed SEC Rules on Say on Pay Jeffrey R. Capwell & G. William TysseA brief overview of the SEC’s proposed rules on say on pay, and say on “golden parachute compensation,” and a review of disclosure strategies for issuers to consider in anticipation of say on pay voting in 2011.

SEC Guidance on Liquidity DisclosureJames M. Anderson IIIA discussion of the SEC’s recent interpretative guidance on the presentation of liquidity and capital resources disclosures in MD&A.

Mark Cuban Insider Trading CaseAllison D. CharneyAn explanation of the 5th Circuit’s recent decision reinstating the SEC’s insider trading claim against Mark Cuban in which the SEC alleged that Cuban traded on confidential information when he sold his stake in Mamma.com.

Fraud Created the MarketK. Lorraine LordA discussion of a recent 3rd Circuit case which rejected the so-called “fraud created the market theory” ruling that plaintiffs in a putative securities fraud class action would have to prove individual reliance (Malack v. BDO Seidman, LLP).